jbs84ex4_3.htm


     

    Exhibit 4.3

     

    
      NOTE:
Execution of this Adoption Agreement creates a legal liability of the Employer
with significant tax consequences to the Employer and Participants. The Employer
should obtain legal and tax advice from its professional advisors before
adopting the Plan. Principal Life Insurance Company disclaims all liability for
the legal and tax consequences which result from the elections made by the
Employer in this Adoption Agreement.

      


                   Principal Life
Insurance Company, Raleigh, NC 27612

                   A member of the
Principal Financial Group®

      


      


      


      


      


      THE
EXECUTIVE NONQUALIFIED "EXCESS" PLAN

      


      ADOPTION
AGREEMENT

      


      THIS
AGREEMENT is the adoption by CHS/Community Health Systems,
Inc.     (the "Company") of the CHS/Community Health
Systems, Inc. Nonqualified Deferred Compensation Plan ("Plan").

      


      W I T N E S S E T
H:

      


      WHEREAS,
the Company desires to adopt the Plan as an unfunded, nonqualified deferred
compensation plan; and

      


      WHEREAS,
the provisions of the Plan are intended to comply with the requirements of
Section 409A of the Code and the regulations thereunder and shall apply to
amounts subject to section 409A; and

      


      WHEREAS,
the Company has been advised by Principal Life Insurance Company to obtain legal
and tax advice from its professional advisors before adopting the
Plan,

      


      NOW,
THEREFORE, the Company hereby adopts the Plan in accordance with the terms and
conditions set forth in this Adoption Agreement:

      


      ARTICLE
I

      


      Terms
used in this Adoption Agreement shall have the same meaning as in the
Plan,
unless some other meaning is expressly herein set forth. The Employer hereby
represents and warrants that the Plan has been adopted by the Employer upon
proper authorization and the Employer hereby elects to adopt the Plan for the
benefit of its Participants as referred to in the Plan. By the execution of this
Adoption Agreement, the Employer hereby agrees to be bound by the terms of the
Plan.

      


      ARTICLE
II

      


      The
Employer hereby makes the following designations or elections for the purpose of
the Plan:

      


      
        
          	
                  2.6

                	
                  Committee:

                	
                  The
      duties of the Committee set forth in the Plan shall be satisfied
      by:

                


        

        


        
          	 
      	___	
                  (a)

                	
                  Company

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  The
      administrative committee appointed by the Board to serve at the pleasure
      of the Board.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (c)

                	
                  Board.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (d)

                	
                  Other
      (specify): CHS/Community
      Health Systems, Inc. Retirement
  Committee.

                


        

        


        


        
          	
                  2.8

                	
                  Compensation:

                	
                  The
      "Compensation" of a Participant shall mean all of a
      Participant's:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  Base
      salary.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  Service
      Bonus.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (c)

                	
                  Performance-Based
      Compensation earned in a period of 12 months or more.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (d)

                	
                  Commissions.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (e)

                	
                  Compensation
      received as an Independent Contractor reportable on Form
    1099.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (f)

                	
                  Other:
       Bonus

                
	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      


        

        


        


        
          	
                  2.9

                	
                  Crediting
      Date:

                	
                  The
      Deferred Compensation Account of a Participant shall be credited with the
      amount of any Participant Deferral to such account at the time 

                    designated
      below:

                  

                


        

        


        
          	 
      	___	
                  (a)

                	
                  The
      last business day of each Plan Year.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  The
      last business day of each calendar quarter during the Plan
      Year.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (c)

                	
                  The
      last business day of each month during the Plan Year.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (d)

                	
                  The
      last business day of each payroll period during the Plan
    Year.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (e)

                	
                  Each
      pay day as reported by the Employer.

                
	 
      	 	 
      	 
      
	 
      	
                  XX

                	
                  (f)

                	
                  Any
      business day on which Participant Deferrals are received by the
      administrative recordkeeper.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (g)

                	
                  Other:
      ___________________________________________.

                


        

        


        


        
          	
                  2.13

                	
                  Effective
      Date:

                	 
      


        

        


        
          	 
      	___	
                  (a)

                	
                  This
      is a newly-established Plan, and the Effective Date of the Plan is
      _______________.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (b)

                	
                  This
      is an amendment and restatement of a plan named Triad
      Hospitals, Inc. Deferred Compensation Plan with an effective date
      of January
      1, 2005, an amendment and restatement of a plan named Quorum
      Nonqualified Retirement Plan with an effective date of July
      1, 1994, an
      amendment and restatement of a plan named River
      Region Physicans’ Nonqualified Retirement Plan with an effective
      date of November 1, 1994, an amendment and
      restatement of a plan named Kosciusko
      Physicans’ Nonqualified Retirement Plan with an effective
      date of February 1, 1999, an amendment and
      restatement of a plan named Mary
      Black Health Systems, LLC Nonqualified Retirement Plan with an effective
      date of July
      1, 1996 and an amendment and restatement of a plan named CHS NQDCP with an
      effective date of November
      1, 2008. 
      

                  The Effective Date of this amended and
      restated Plan is September
      1, 2009.

                


        

         

        
        

        
          	 
      	
                  XX

                	
                  (i)

                	
                  All
      amounts in Deferred Compensation Accounts shall be subject to the
      provisions of this amended and restated Plan.

                
	 
      	 
      	 
      	 
      
	 
      	 ___	
                  (ii)

                	
                  Any
      Grandfathered Amounts shall be subject to the Plan rules in effect on
      October 3, 2004.

                


        

         

        


        
          	
                  2.20

                	
                  Normal
      

                  Retirement
      Age:

                	
                  The
      Normal Retirement Age of a Participant shall
be:

                


        

        


        
          	 
      	___	
                  (a)

                	
                  Age
      ___.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  The
      later of age ___ or the _______ anniversary of the participation
      commencement date. The participation commencement date is the first day of
      the first Plan Year in which the Participant commenced participation in
      the Plan.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (c)

                	
                  Other:
      The later of age 65 or
      age 55 and 10 Years of Service based on Section
      6(f)(1).

                


        

        


        


        
          	
                  2.23

                	
                  Participating
      Employer(s):

                	
                  As
      of the Effective Date, the following Participating Employer(s) are parties
      to the Plan:

                


        

        


        


        
          	
                  Name of Employer

                	 
      	
                  Address

                	 
      	
                  Telephone No.

                	 
      	
                  EIN

                
	 	 	 	 	 	 	 
	
                  CHS/Community
      Health Systems, Inc.

                	 
      	
                  4000
      Meridian Blvd.

                	 
      	
                  615-465-7000

                	 
      	
                  76-0137985

                
	 	 	 	 	 	 	 
	 
      	 
      	
                  Franklin,
      TN  37067

                	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      


        

        


        


        
          	
                  2.26

                	
                  Plan:

                	
                  The
      name of the Plan is

                
	 	 	 
	 	 	CHS
      NQDCP.


        

         

        


        
          	
                  2.28

                	
                  Plan
      Year:

                	
                  The
      Plan Year shall end each year on the last day of the month of December.

                


        

        


        


        
          	
                  2.30

                	
                  Seniority
      Date:

                	
                  The
      date on which a Participant has:

                


        

        


        
          	 
      	___	
                  (a)

                	
                  Attained
      age ___.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  Completed
      __ Years of Service from First Date of Service.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (c)

                	
                  Attained
      age __ and completed __ Years of Service from First Date of
      Service.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (d)

                	
                  Attained
      an age as elected by the Participant.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (e)

                	
                  Attained
      age 65
      or attained age 55 and completed
      10
      Years of Service from based on Section 6(f)(1).

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (f)

                	
                  Not
      applicable – distribution elections for Separation from Service are not
      based on Seniority Date

                


        

        


        


        
          	
                  4.1

                	
                  Participant
      Deferral Credits:

                	
                  Subject
      to the limitations in Section 4.1 of the Plan, a Participant may elect to
      have his Compensation
      (as selected in Section 2.8 of this Adoption Agreement) deferred within
      the annual limits below by the following percentage or amount as
      designated in writing to the
Committee:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  Base
      salary:

                


        

         

        
          	
                                     minimum
      deferral:    __________%

                
	 
      
	
                                     maximum
      deferral : $__________ or ____75______%

                


        

         

        
          	 
      	___	
                  (b)

                	
                  Service
      Bonus:

                


        

        


        
          	
                                     minimum
      deferral:    __________%

                
	 
      
	
                                     maximum
      deferral : $__________ or
__________%

                


        

         

        
          	 
      	___	
                  (c)

                	
                  Performance-Based
      Compensation:

                


        

        


        
        

        
          	
                                     minimum
      deferral:    __________%

                
	 
      
	
                                     maximum
      deferral : $__________ or
__________%

                


        

        


        
          	 
      	___	
                  (d)

                	
                  Commissions:

                


        

        


        
        

        
          	
                                     minimum
      deferral:    __________%

                
	 
      
	
                                     maximum
      deferral : $__________ or
__________%

                


        

        


        
          	 
      	___	
                  (e)

                	
                  Form
      1099 Compensation:

                


        

        


        
        

        
          
          

          
            	
                                       minimum
      deferral:    __________%

                  
	 
      
	
                                       maximum
      deferral : $__________ or
__________%

                  


          

           

        

        
          	 
      	
                  XX

                	
                  (f)

                	
                  Other:  Bonus

                


        

        


        
        

        
          
          

          
            
            

            
              	
                                         minimum
      deferral:    __________%

                    
	 
      
	
                                         maximum
      deferral : $__________ or ____100______%

                    


            

             

          

        

        
          	 
      	___	
                  (g)

                	
                  Participant
      deferrals not allowed.

                


        

        


        


        
          	
                  4.2

                	
                  Employer
      Credits:

                	
                  Employer
      Credits will be made in the following
manner:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  Employer Discretionary
      Credits: The Employer may make discretionary credits to the
      Deferred Compensation Account of each Active Participant in an amount
      determined as follows:

                


        

        


        
          	 
      	
                  XX

                	
                  (i)

                	
                  An
      amount determined each Plan Year by the Employer.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Other:
      _______________________________________.

                


        

         

        
          	 
      	
                  XX

                	
                  (b)

                	
                  Other Employer Credits:
      The Employer may make other credits to the Deferred Compensation Account
      of each Active Participant in an amount determined as
    follows:

                


        

        


        
          	 
      	
                  XX

                	
                  (i)

                	
                  An
      amount determined each Plan Year by the Employer.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Other:
      _______________________________________.

                


        

         

        
          	 
      	___	
                  (c)

                	
                  Employer
      Credits not allowed.

                


        

        


        


        
          	
                  5.2

                	
                  Disability
      of a Participant:

                	 
      


        

         

        
          	 
      	___	
                  (a)

                	
                  A
      Participant's becoming Disabled shall be a Qualifying Distribution Event
      and the Deferred Compensation Account shall be paid by the Employer as
      provided in Section 7.1.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (b)

                	
                  A
      Participant becoming Disabled shall not be a
      Qualifying Distribution Event.

                


        

        


        


        
          	
                  5.3

                	
                  Death
      of a Participant:

                	
                  If
      the Participant dies while in Service, the Employer shall pay a benefit to
      the Beneficiary in
      an amount equal to the vested balance in the Deferred Compensation Account
      of the Participant determined as of the date payments to the Beneficiary
      commence, plus:

                


        

        


        
          	 
      	___	
                  (a)

                	
                  An
      amount to be determined by the Committee.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  Other:
      ________________________________.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (c)

                	
                  No
      additional benefits.

                


        

        


        


        
          	
                  5.4

                	
                  In-Service
      or Education Distributions:

                	
                  In-Service
      and Education Accounts are permitted under the
  Plan:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  In-Service
      Accounts are allowed with respect
to:

                


        

        


        
          	 
      	
                  XX

                	
                  Participant Deferral Credits
      only. (Effective
      1/1/09)

                
	 
      	___	Employer
      Credits only.
	 
      	
                  XX

                	
                  Participant
      Deferral and Employer Credits. (Effective
      through 12/31/08)

                
	 
      	 
      	 
      
	 
      	
                  In-service
      distributions may be made in the following manner:

                
	 
      	
                  XX

                	
                  Single
      lump sum payment.

                
	 
      	
                  XX

                	
                  Annual
      installments over a term certain not to exceed 3
  years.

                
	 
      	 
      	 
      
	 
      	
                  Education
      Accounts are allowed with respect to:

                
	 
      	___	
                  Participant
      Deferral Credits only.

                
	 
      	___	
                  Employer
      Credits only.

                
	 
      	___	
                  Participant
      Deferral and Employer Credits.

                
	 
      	 
      	 
      
	 
      	
                  Education
      Accounts distributions may be made in the following
  manner:

                
	 
      	___	
                  Single
      lump sum payment.

                
	 
      	___	
                  Annual
      installments over a term certain not to exceed __
years.

                
	 
      	 
      	 
      
	 
      	
                  If
      applicable, amounts not vested at the time payments due under this Section
      cease will be:

                
	 
      	___	
                  Forfeited

                
	 
      	___	
                  Distributed
      at Separation from Service if vested at that
  time

                


        

         

        
          	 
      	 
      	
                  (b)

                	
                  No
      In-Service or Education Distributions
permitted.

                


        

        


        


        
          	
                  5.5

                	
                  Change
      in Control Event:

                	 
      


        

         
 

        
          	 
      	___	
                  (a)

                	
                  Participants
      may elect upon initial enrollment to have accounts distributed upon a
      Change in Control Event.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (b)

                	
                  A
      Change in Control shall not be a
      Qualifying Distribution Event.

                


        

        


        


        
          	
                  5.6

                	
                  Unforeseeable
      Emergency Event:

                	 
      


        

        
          	
                   
      

                	 


        

        
          	 
      	
                  XX

                	
                  (a)

                	
                  Participants
      may apply to have accounts distributed upon an Unforeseeable Emergency
      event.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  An
      Unforeseeable Emergency shall not be
      a Qualifying Distribution Event

                


        

        


        


        
          	
                  6.

                	
                  Vesting:

                	
                  An
      Active Participant shall be fully vested in the Employer Credits made
      to the Deferred Compensation Account upon the first to occur of the
      following events:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  Normal
      Retirement Age.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (b)

                	
                  Death.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (c)

                	
                  Disability.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (d)

                	
                  Change
      in Control Event

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (e)

                	
                  Other:
      ________________________________.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (f)

                	
                  Satisfaction
      of the vesting requirement as specified below:

                
	 
      	 
      	 
      	 
      
	 
      	 
      	
                  XX

                	
                  Employer
      Discretionary Credits:

                


        

        


        
          	 
      	___	
                  (i)

                	
                  Immediate
      100% vesting.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (ii)

                	
                  100%
      vesting after 3
      Years of Service.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  100%
      vesting at age __.

                
	 	 	 	 
	 	___	

                  (iv)

                	
                  Number
      of
      Years                                
      Vested

                  
                    of
      Service                                            
      Percentage

                  

                


        

        


        
          	 
      	 
      	
                  Less
      than

                	
                  1

                	
                  __%

                
	 
      	 
      	 
      	
                  1

                	
                  __%

                
	 
      	 
      	 
      	
                  2

                	
                  __%

                
	 
      	 
      	 
      	
                  3

                	
                  __%

                
	 
      	 
      	 
      	
                  4

                	
                  __%

                
	 
      	 
      	 
      	
                  5

                	
                  __%

                
	 
      	 
      	 
      	
                  6

                	
                  __%

                
	 
      	 
      	 
      	
                  7

                	
                  __%

                
	 
      	 
      	 
      	
                  8

                	
                  __%

                
	 
      	 
      	 
      	
                  9

                	__%
	 
      	 
      	 
      	
                  10
      or more

                	
                  __%

                


        

         

        
          	 
      	
                  For
      this purpose, Years of Service of a Participant shall be calculated from
      the date designated below:

                


        

        


        
          	 
      	
                  XX

                	
                  (1)

                	
                  First
      Day of Service.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (2)

                	
                  Effective
      Date of Plan Participation.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (3)

                	
                  Each
      Crediting Date. Under this option (3), each Employer Credit shall vest
      based on the Years of Service of a Participant from the Crediting Date on
      which each Employer Discretionary Credit is made to his or her Deferred
      Compensation Account.

                


        

         

        
          	 
      	 
      	
                  XX

                	
                  Other
      Employer Credits:

                


        

         

        
          
            	 
      	___	
                    (i)

                  	
                    Immediate
      100% vesting.

                  
	 
      	 
      	 
      	 
      
	 	___	(ii)	      
                    100%
      vesting after ___ Years of Service.

                  
	 
      	 
      	 
      	 
      
	 	___	(iii)	      
                    100%
      vesting at age __.

                  
	 	 	 	 
	 	XX	(iv)	As
      indicated by the Employer prior to the time of contribution and subject to
      approval of administration capability by Principal.
	 	 	 	 
	 	___	

                    (v)

                  	
                    Number
      of
      Years                                
      Vested

                    
                      of
      Service                                            
      Percentage

                    

                  


          

           

        

        
          	 
      	 
      	
                  Less
      than

                	
                  1

                	
                  __%

                
	 
      	 
      	 
      	
                  1

                	
                  __%

                
	 
      	 
      	 
      	
                  2

                	
                  __%

                
	 
      	 
      	 
      	
                  3

                	
                  __%

                
	 
      	 
      	 
      	
                  4

                	
                  __%

                
	 
      	 
      	 
      	
                  5

                	
                  __%

                
	 
      	 
      	 
      	
                  6

                	
                  __%

                
	 
      	 
      	 
      	
                  7

                	
                  __%

                
	 
      	 
      	 
      	
                  8

                	
                  __%

                
	 
      	 
      	 
      	
                  9

                	__%
	 
      	 
      	 
      	
                  10
      or more

                	
                  __%

                


        

        


        


        
          	 
      	
                  For
      this purpose, Years of Service of a Participant shall be calculated from
      the date designated below:

                


        

        


        
          	 
      	___	
                  (1)

                	
                  First
      Day of Service.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (2)

                	
                  Effective
      Date of Plan Participation.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (3)

                	
                  Each
      Crediting Date. Under this option (3), each Employer Credit shall vest
      based on the Years of Service of a Participant from the Crediting Date on
      which each Employer Discretionary Credit is made to his or her Deferred
      Compensation Account.

                


        

        


        


        
          	
                  7.1

                	
                  Payment
      Options:

                	
                  Any
      benefit payable under the Plan upon a permitted Qualifying Distribution
      Event may
      be made to the Participant or his Beneficiary (as applicable) in any of
      the following payment forms, as selected by the Participant in the
      Participation Agreement:

                


        

         

        
          	 
      	
                  (a)

                	
                  Separation from Service prior to Seniority Date,
      or Separation from Service if Seniority Date is Not
      Applicable

                


        

        


        
          	 
      	
                  XX

                	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed ___ years.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  Other:
      ____________________________.

                


        

         

        
          	 
      	
                  (b)

                	
                  Separation from Service on or After Seniority
      Date, If Applicable

                


        

        


        
          	 
      	
                  XX

                	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed  15  
      years.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  Other:
      _____________________________.

                


        

         

        
          	 
      	
                  (c)

                	
                  Separation from Service Upon a Change in Control
      Event

                


        

        


        
          	 
      	___	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed ___ years.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (iii)

                	
                  Other:
      Not
      Applicable.

                


        

         

        
          	 
      	
                  (d)

                	
                  Death

                


        

        


        
          	 
      	
                  XX

                	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed ___ years.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  Other:
      ______________________________.

                


        

         

        
          	 
      	
                  (e)

                	
                  Disability

                


        

        


        
          	 
      	___	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed  ___
      years.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  Other:
      ______________________________.

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (iv)

                	
                  Not
      applicable.

                
	 
      	 
      	 
      	 
      
	 
      	
                  If
      applicable, amounts not vested at the time payments due under this Section
      cease will be:

                
	 
      	___	
                  Forfeited

                
	 
      	___	
                  Distributed
      at Separation from Service if vested at that
  time

                


        

         

        
          	 
      	
                  (f)

                	
                  Change in Control
  Event

                


        

        


        
          	 
      	___	
                  (i)

                	
                  A
      lump sum.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (ii)

                	
                  Annual
      installments over a term certain as elected by the Participant not to
      exceed ___ years.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (iii)

                	
                  Other:

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (iv)

                	
                  Not
      applicable.

                
	 
      	 
      	 
      	 
      
	 
      	
                  If
      applicable, amounts not vested at the time payments due under this Section
      cease will be:

                
	 
      	___	
                  Forfeited

                
	 
      	___	
                  Distributed
      at Separation from Service if vested at that
  time

                


        

        


        


        
          	
                  7.4

                	
                  De
      Minimis Amounts.

                	 
      


        

        
          	
                   
      

                	 


        

        
          	 
      	___	
                  (a)

                	
                  Notwithstanding
      any payment election made by the Participant, the vested balance in the
      Deferred Compensation Account of the Participant will be distributed in a
      single lump sum payment at the time designated under the Plan if at the
      time of a permitted Qualifying Distribution Event that is either a
      Separation from Service, death, Disability (if applicable) or Change in
      Control Event (if applicable) the vested balance does not exceed  ______.  In addition, the
      Employer may distribute a Participant's vested balance at any time if the
      balance does not exceed the limit in Section 402(g)(1)(B) of the Code and
      results in the termination of the Participant's entire interest in the
      Plan

                
	 
      	 
      	 
      	 
      
	 
      	
                  XX

                	
                  (b)

                	
                  There
      shall be no pre-determined de minimis amount under the Plan; however, the
      Employer may distribute a Participant's vested balance at any time if the
      balance does not exceed the limit in Section 402(g)(1)(B) of the Code and
      results in the termination of the Participant's entire interest in the
      Plan.

                


        

        


        


        
          	
                  10.1

                	
                  Contractual
      Liability:

                	
                  Liability
      for payments under the Plan shall be the responsibility of
      the:

                


        

        


        
          	 
      	
                  XX

                	
                  (a)

                	
                  Company.

                
	 
      	 
      	 
      	 
      
	 
      	___	
                  (b)

                	
                  Employer
      or Participating Employer who employed the Participant when amounts were
      deferred.

                


        

        


        
          14.   Amendment
and Termination of Plan:  Notwithstanding
any provision in this Adoption Agreement or the Plan to the contrary, Sections
2.23,
2.8, 4.1 and 7.1(b) of the Plan shall be amended to read as provided in
attached Exhibit A,
and Section 4.1.2 of the
Plan shall be amended to read as provided in attached Exhibit B.

        

         

        
          
            17.9  Construction: The
provisions of the Plan shall be construed and enforced according to the laws of
the State of Tennessee,
except to the extent that such laws are superseded by ERISA and the applicable
provisions of the Code.

          

        

         

        IN
WITNESS WHEREOF, this Agreement has been executed as of the day and year stated
below.

        


        
          	 
      	
                  CHS/Community Health Systems,
      Inc.

                  Name
      of Employer

                   

                   

                
	 
      	
                  By:

                	
                  /s/
      James W. Doucette

                
	 
      	
                  Authorized
      Person

                
	 
      	
                  Date:

                	
                   8/11/09

                


        

        


        


        


        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

        


        


        Exhibit
A

        


        Section
2.8

        


        Notwithstanding
Section 2.8 of the Adoption Agreement, Section 2.8 of the Plan, or any other
terms of the Adoption Agreement or Plan to the contrary, “Compensation” of a
Participant shall mean Base salary and Service Bonus attributable to wages,
salaries, and fees for professional services and other amounts received (without
regard to whether or not an amount is paid in cash) for personal services
actually rendered in the course of employment with the Employer to the extent
the amounts are includible in gross income (including, but not limited to,
commissions paid salespersons, compensation for services on the basis of a
percentage of profits, commissions on insurance premiums, tips, and
bonuses).  Compensation shall also include all of the following types
of elective contributions and all of the following types of deferred
compensation:  elective contributions that are made by the Employer on
behalf of a Participant that are not includible in gross income under Code
Sections 125, 132(f)(4), 402(e)(3), 402(h)(1)(B), and 403(b).

        


        However,
Compensation shall exclude all of the following items (even if includible in
gross income): reimbursements or other expense allowances, fringe benefits (cash
and non-cash), moving expenses, and welfare benefits.  In addition,
Compensation shall also exclude the following:  (a) amounts realized
from the exercise of a nonqualified stock option, or when restricted stock (or
property) held by the Participant either becomes freely transferable or is no
longer subject to a substantial risk of forfeiture; (b) amounts realized from
the sale, exchange or other disposition of stock acquired under an incentive
stock option; (c) other amounts that received special tax benefits (whether or
not the amounts are actually excludable from the gross income of the
Participant) unless specifically included above; (d) amounts received as
severance pay; and (e) amounts received after severance from employment,
provided, however, that Compensation shall include Post-Severance
Compensation.

        


        “Post-Severance
Compensation" means payments made within 2 1⁄2 months after severance from
employment (within the meaning of Code Section 401(k)(2)(B)(i)(I)) if they are
payments that, absent a severance from employment, would have been paid to the
Employee while the Employee continued in employment with the Employer and are
regular compensation for services during the Employee's regular working hours,
compensation for services outside the Employee's regular working hours (such as
overtime or shift differential), commissions, bonuses, or other similar
compensation, and payments for accrued bona fide sick, vacation or other leave,
but only if the Employee would have been able to use the leave if employment had
continued. Any payments not described above are not considered compensation if
paid after severance from employment, even if they are paid within 2 1⁄2 months
following severance from employment, except for payments to an individual who
does not currently perform services for the Employer by reason of qualified
military service (within the meaning of Code Section 414(u)(1)) to the extent
these payments do not exceed the amounts the individual would have received if
the individual had continued to perform services for the Employer rather than
entering qualified military service.

        


        Section
2.23

        


        Notwithstanding
Section 2.23 of the Adoption Agreement, Sections 2.15, 2.23, and 2.24 of the
Plan, or any other terms of the Adoption Agreement or Plan to the contrary, a
“Participating Employer" shall include any corporation that is a member of a
controlled group of corporations (as defined in Code Section 414(b)) that
includes the Company; any trade or business (whether or not incorporated) that
is under common control (as defined in Code Section 414(c)) with the Company;
any organization (whether or not incorporated) that is a member of an affiliated
service group (as defined in Code Section 414(m)) which includes the Company;
and any other entity required to be aggregated with the Company under Code
Section 414(o), regardless of whether such corporation, trade or business,
organization, or entity formally adopts the Plan.

         

        Section
4.1

        


        Notwithstanding
Section 4.1 of the Adoption Agreement, Section 4.1 of the Plan, or any other
terms of the Adoption Agreement or Plan to the contrary, with respect to a
Participant who elects to defer Compensation made with respect to plan years
commencing prior to January 1, 2009, the minimum deferral shall be
$2,000.

        


        Section
7.1(b)

        


        Notwithstanding
Section 7.1(b) of the Adoption Agreement, Section 7.1 or 7.3 of the Plan, or any
other terms of the Adoption Agreement or Plan to the contrary, the minimum
number of years with respect to annual installments payment option shall be two
(2) years with respect to plan years commencing prior to January 1,
2009.

        


        


        


        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

        


        Exhibit
B

        to

        the
Adoption Agreement for the

        Executive
Nonqualified Excess Plan

        


        In accordance with
Section 14 of the Adoption Agreement (the “AA”) for the Executive Nonqualified
Excess Plan as adopted for the CHS NQDCP (the “Plan”), which permits
CHS/Community Health Systems, Inc., as sponsor of the Plan, to amend the terms
of the AA and the Plan, CHS/Community Health Systems, Inc. hereby adopts this
Exhibit B to the AA concurrently with the adoption of the Plan.  All
other provisions of the Plan and AA remain in force and unamended.

        


         

        1.           Section
4.1.2 of the Plan shall be amended by deleting the final sentence thereto and
replacing it with the following sentence:

         

                                      The
election of a Participant shall be effective only with respect to the calendar
year credits on account of which the election is made.